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| TREE > SEC Filings for TREE > Form 8-K on 30-Oct-2009 | All Recent SEC Filings |
30-Oct-2009
Entry into a Material Definitive Agreement, Results of Operations and Financial Co
As described in Item 2.03 below, on October 30, 2009, Tree.com, Inc. (the "Company"), through its subsidiary Home Loan Center, Inc. ("HLC"), entered into a new $75.0 million warehouse line of credit with JPMorgan Chase Bank, N.A. ("JPMorgan Chase"). The information set forth under Item 2.03 below is hereby incorporated by reference into this Item 1.01.
On October 30, 2009, the Company announced financial results for the third quarter ended September 30, 2009. A copy of the related press release is furnished as Exhibit 99.1.
On October 30, 2009, HLC entered into a new $75.0 million warehouse line of credit with JPMorgan Chase. This new facility increases HLC's total borrowing capacity under its three currently available warehouse lines of credit to $175.0 million. The new JP Morgan Chase facility will be used to fund and is secured by consumer residential loans that are held for sale. The term of the new facility is through October 29, 2010. Borrowings under the facility will bear interest at a rate equal to (a) 2.50% plus the greater of the 30-day LIBOR rate or 2.00% for loans being sold to JPMorgan Chase and (b) 2.75% plus the greater of the 30-day LIBOR rate or 2.00% for loans not being purchased by JPMorgan Chase.
Under the terms of this new facility, HLC is required to maintain various
financial and other covenants. These financial covenants include maintaining
(i) a minimum tangible net worth of $44.0 million, (ii) a minimum ratio of
current assets to current liabilities of 1.05:1 (iii) a minimum liquidity equal
to 3.0% of HLC's actual total assets, (iv) a maximum ratio of total liabilities
to tangible net worth of 10:1 and (v) pre-tax net income requirements on a
monthly basis. Additionally, HLC is required to maintain warehouse facilities
from buyers and lenders other than JPMorgan Chase such that the warehouse
facility with JPMorgan Chase constitutes no more than 50% of HLC's total
available warehouse facilities.
Under the terms of this new facility, HLC may not permit (i) its net loss before taxes for any calendar quarter to be greater than $2.5 million or (ii) any net loss before taxes to occur for any two consecutive calendar quarters. Finally, HLC's borrowings under the facility will be guaranteed by the Company, LendingTree Holdings Corp. and LendingTree, LLC.
Copies of the Master Repurchase Agreement and the related Side Letter for the new facility are filed with this report as Exhibits 10.1 and 10.2, respectively, and are hereby incorporated by reference herein. The foregoing description of the Master Repurchase Agreement and Side Letter does not purport to be complete and is qualified in its entirety by reference to the full text of such exhibits. A copy of the related press release is furnished as Exhibit 99.2.
Exhibit No. Exhibit Description
10.1 Master Repurchase Agreement, dated as of October 30, 2009, between
Home Loan Center, Inc. and JPMorgan Chase Bank, N.A.
10.2 Side Letter, dated as of October 30, 2009, between Home Loan
Center, Inc. and JPMorgan Chase Bank, N.A.
99.1 Press Release, dated October 30, 2009, with respect to the Company's
financial results for the third quarter ended September 30, 2009
99.2 Press Release, dated October 30, 2009, with respect to the Company's
new warehouse facility with JPMorgan Chase Bank, N.A.
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